micron technollogy 2006_8_k_entry_mda
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  • 1. UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 September 15, 2006 Date of Report (date of earliest event reported) MICRON TECHNOLOGY, INC. (Exact name of registrant as specified in its charter) Delaware 1-10658 75-1618004 (State or other jurisdiction (Commission File Number) (I.R.S. Employer of incorporation) Identification No.) 8000 South Federal Way Boise, Idaho 83716-9632 (Address of principal executive offices) (208) 368-4000 (Registrant’s telephone number, including area code) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below): Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4c))
  • 2. Item 1.01 Entry into a Material Definitive Agreement On September 15, 2006, the registrant, Micron Technology, Inc. (“Micron”) and Acclaim Innovations, LLC (“Acclaim”), an entity in which Micron owns a 48% interest, entered into a Settlement and Release Agreement and a Patent License Agreement with Toshiba Corporation (“Toshiba”). Additionally, at the same time, Micron entered into a Patent Assignment Agreement with Toshiba. Pursuant to the foregoing agreements, Toshiba will purchase certain Micron semiconductor technology patents and license patents owned by Lexar Media, Inc., a wholly-owned subsidiary of Micron, and Acclaim, in exchange for payments over a period of years totaling $288 million. The Company is currently evaluating the appropriate accounting treatment relating to the transaction and the impact of the transaction on its results of operations. In connection with the agreements, all pending litigation between either Lexar and Acclaim on the one hand, and Toshiba on the other hand, will be settled. Item 8.01 Other Events On September 15, 2006, the Company issued a press release relating to the settlement of litigation with Toshiba and the license and sale of certain patents to Toshiba. A copy of the press release related to this announcement is attached as Exhibit 99.1 hereto. Item 9.01 Financial Statements and Exhibits (d) Exhibits The following exhibit is filed herewith: Exhibit No. Description 99.1 Press Release issued on September 15, 2006. 2
  • 3. SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. MICRON TECHNOLOGY, INC. Date: September 15, 2006 By: /s/ W. G. Stover, Jr. Name:W. G. Stover, Jr. Title: Vice President of Finance and Chief Financial Officer 3
  • 4. INDEX TO EXHIBITS FILED WITH THE CURRENT REPORT ON FORM 8-K DATED SEPTEMBER 15, 2006 Exhibit No. Description 99.1 Press Release issued on September 15, 2006. 4
  • 5. EXHIBIT 99.1 FOR IMMEDIATE RELEASE Contacts: Keisuke Ohmori Daniel Francisco Toshiba Corporation Micron Technology, Inc. 81-3-3457-2105 208-863-6261 keisuke.oomori@toshiba.co.jp dfrancisco@micron.com TOSHIBA AND MICRON AGREE TO SETTLE ALL PENDING LEXAR LITIGATION TOKYO and BOISE, Idaho, September 15, 2006 — Toshiba Corporation and Micron Technology, Inc., today announced they have entered into agreements where Toshiba will purchase certain of Micron’s semiconductor technology patents and license patents previously owned by Lexar Media, Inc. in exchange for payments totaling $288 million. The agreements settle all outstanding NAND flash memory-related litigation between Toshiba Corporation, its subsidiaries and Lexar Media, Inc., which Micron acquired in June. As a result of the license and purchase agreements, the litigation pending between Toshiba and Lexar in the Northern District of California U.S. District Court, the International Trade Commission (ITC) and California Court of Appeals will be dismissed. “We appreciate that Micron approached this issue in a positive spirit that allowed the parties to work together to bring all outstanding litigation and claims to a full and final resolution,” said Masashi Muromachi, corporate executive vice president of Toshiba Corporation and president & CEO of Toshiba’s Semiconductor Company. “Going forward, we will continue to contribute to the growth and development of the NAND flash industry.” “We have enjoyed a strong relationship with Toshiba for a number of years, have the highest respect for Toshiba as an innovator in flash technology and see no merit in continuing to pursue this litigation,” said Steve Appleton, Micron chairman, CEO and president. About Toshiba Toshiba, a world leader in high technology, is a diversified manufacturer and marketer of advanced electronic and electrical products spanning information & communications equipment and systems, digital consumer products, electronic devices and components, power systems, industrial and social infrastructure systems, and home appliances. Under its mid-term business plan, Toshiba is promoting initiatives for sustained growth that will support its continued development as a highly profitable group of companies active in both high growth and stable growth businesses. Toshiba has 172,000 employees worldwide and annual sales of over US$54 billion. Toshiba was a principal innovator of NAND flash memory technology in the 1980’s and has been a pioneer throughout its development. Visit Toshiba’s web site at www.toshiba.co.jp/index.htm About Micron Micron Technology, Inc., is one of the world’s leading providers of advanced semiconductor solutions. Through its worldwide operations, Micron manufactures and markets DRAMs, NAND Flash memory, CMOS image sensors, other semiconductor components, and memory modules for use in leading-edge computing, consumer, networking, and mobile products. Micron’s common stock is traded on the New York Stock Exchange (NYSE) under the MU symbol. To learn more about Micron Technology, Inc., visit www.micron.com. Micron and the Micron orbit logo are trademarks of Micron Technology, Inc. All other trademarks are the property of their respective owners.